Making the Grade
by AngelGoddess1981
Summary: Professor Swan is notorious for her difficult grading curve and being a hardass. Who would you do for an A? Follow five Seattle U students and learn their answers to that very question. Part One in a Two-Part Series. Rated NC-17 for graphic language and lemons. WARNING: This story contains a Bella involved with people who are NOT Edward. Read at your own risk.
1. Chapter 1: Mike Newton

**Disclaimer: ****_Twilight_**** and its characters belong to Stephenie Meyer. Any similarities to the original characters or themes from the books or media franchise are used here for entertainment purposes only. All original elements to this story are mine. Please don't claim it for your own. Stealing ain't cool, m'kay?**

**I wrote and posted this story over a year ago, but took it down when FFn started pulling fics. I decided to put it back up. You don't have to review it, I just want it back in the public domain here for as long as it can be ;)**

* * *

**Chapter 1. Mike Newton**

_Ugh! When will this day end?_ I thought, my head falling back with boredom as I sat in the far back of Professor Swan's classroom while she droned on and fucking on about some bullshit I would never need. _Why did I sign up for this class again?_ Oh, yeah; I remember now. Apparently, I'd thought that _college_ English Lit would be as easy as Mr. Berty's senior English class. Fuck, was I wrong.

I'd thought about dropping the class altogether, but Professor Swan was fuck-hot and always wore some kind of skirt that promised to hug every one of her curves. Her wardrobe choices often had my dick harder than steel as I imagined what it would be like to screw her against the whiteboard or take her from behind as she bent over her desk screaming my name...

I was startled out of my thoughts when I heard the dry erase marker she was using fell to the floor and she bent down to retrieve it. Shifting uncomfortably in my seat, I sat up to get a better look at her ass as she fumbled for the marker. I'm pretty sure my zipper was going to burst open...or at least that's how it felt. I think that might have been the hardest I'd ever been.

"What did you say, baby?" Jessica, my girlfriend, cooed beside me.

I hadn't said anything, but I was pretty sure I hadn't said anything, but I must've groaned—or…_something_—for her to have heard me.

"Oh, um..." I cleared my throat and shifted in my seat, moving my hand into my lap to try to (hopefully) discreetly adjust my straining erection before she could notice it. "No, I think I must've been nodding off again." It wasn't a total lie; up until Professor Swan dropped her marker that had been pretty fucking close to being a reality.

"All right class, that's all for today. So, to clarify: your current assignment is to write a report on the procrastination of revenge in Shakespeare's _Hamlet. _It's due next Friday, and as always, I will not accept anything tardy. You're all dismissed," Professor Swan said over the low chatter before everyone stood up and exited the room.

Jessica laced her fingers with mine as we walked down the steps side-by-side. We had just made it to the door when Professor Swan spoke loudly.

"Mr. Newton, spare a moment?" Even though there was an inflection to her words, it wasn't a question. She was telling me I would.

"Uh, yeah," I stammered as I met her gaze nervously. Turning back to Jess, I gave her a chaste kiss on the lips. "I'll catch up in a minute, babe." Jess nodded and glanced warily at Professor Swan before exiting the room.

"Close the door, please," she instructed, stacking her lesson plans and books.

Swallowing thickly, I clutched my books in one hand while closing the door with the other and then turning to her. She was immensely terrifying. I mean, she was fuck-hot but so very intimidating at the same time. She carried herself with a confidence that only comes with power, and I had a feeling she knew just how much power she held over the entire male population of Seattle U—and quite possibly the females as well.

With a sly smirk, she looked at me over the top of her dark-framed glasses, her long wispy bangs falling to curtain them slightly. "There's nothing to be afraid of, Mr. Newton."

The way my name rolled off her tongue caused my dick to harden even more…as if that were even possible. I suddenly began imagining us in various sexual positions around the room and wondered if there would be an echo as she cried out my name.

"Mr. Newton, have you heard a word I've said?" she demanded.

I shook my head and moved my books from my hip to front-and-centre in an effort to conceal the raging boner I still harboured. "I'm sorry," I said quickly. "What did you say?" I couldn't even fake my way through the conversation because I hadn't heard a fucking thing after she said my name.

"Your last test score was abysmal. I'm afraid if you don't bring up your marks I will be forced to give you a failing grade." She perched herself on the edge of her desk before me and crossed her arms, pushing her tits up and in. She cocked an eyebrow and bit her lower lip, her eyes roaming over my face almost…_hungrily?_

_Whoa, back off Newton. As if that would ever happen._

With a sharp head shake and a mental kick in the ass, I forced my attention back on her…until my eyes roamed back down to her breasts all pushed together and heaving with every breath she took. Of course, this caused my cock to twitch mercilessly. My brain finally registered her words, and I mentally called off my cock from attacking. "Well," I started with a thick swallow of saliva. "What can I do for extra credit?"

The professor's eyes suddenly left mine as she looked past me and frowned. Turning around, I saw The Dean's face through the tiny window in the door, and he did not look pleased. I felt her slender hand on my forearm before I looked back at her again to see her smiling warmly.

"Come back at the end of the day, and we'll discuss it," she instructed softly as she moved past me to open the door. "Dean Cullen. What a pleasant surprise. What brings you down here?"

The Dean entered the room and offered a smile that seemed neither friendly nor warm to me. I'm sure he didn't mean for it to come across that way, but he just had a very intimidating presence. He retrained his gaze on the professor and spoke. "Miss Swan, I need to have a word with you. Alone." His tone indicated to me that he was upset with Professor Swan. I stood there completely shocked until his voice jolted me out of my stupor. "Mr. Newton. You'd better hurry along before you're late for your next class."

"Right," I said quietly, quickly making my way for the door.

"And don't forget, Mr. Newton," Professor Swan said sweetly before I crossed the threshold. "Come back at the end of the day and we'll discuss what you can do to increase your grades."

With a quick nod and a wave, I darted down the hall for my next class. As I sat in my Pop Culture class, again with Jessica by my side, I couldn't get that look Professor Swan had given me as she perched herself on the edge of her desk. There was no way she had meant anything suggestive by it. I was her student… She was my _teacher_. Plus, I had a girlfriend whom I…well, _really _liked.

My last two classes of the day seemed to go by far too quickly. I knew that I'd probably retained very little of what was taught because I'd been too damn busy trying to decipher Professor Swan's look—even though it was probably nothing. By the time I arrived outside her lecture room, I had come no closer to figuring that out.

Upon entering I saw her standing on the tips of her toes as she tried to clean every square inch of her whiteboard. Her body was long and lean as she stretched, and I let out a gust of air as my eyes roamed over the swell of her chest and the curve of her ass while she moved. Her black skirt hugged her from where it sat on her waist to where it ended at her knees, and her white blouse's top three buttons were undone, showing off just the smallest sliver of her ample cleavage. I found myself wondering if they were real or fake, and—oddly—whether or not a university professor could even afford a boob job.

"Mr. Newton, you made it. Good," she said softly, turning away from the board. "Please, come in and close the door."

Blinking a few times, I came out of my haze—something I noticed had been happening far too often today—before entering the room and closing the door. Professor Swan had moved to her desk where she pulled out a few pieces of paper and held them out for me. Upon taking them, I noticed it was the last test I had written with a big "D-minus" in red pen written at the top.

"What happened here, Mr. Newton?"

I shrugged as I looked over my answers, and lack thereof. "I don't know. I guess I wasn't expecting this class to be as difficult as it is."

I instantly regretted my words when I met Professor Swan's eyes. "You think I make it too hard for you?"

Her words took me by surprise, and I nearly sputtered and choked on my own saliva. Though, I was certain she didn't realize her words held a double meaning in the worst way, because she continued to glower in obvious irritation. "What? No…no, not at all," I stammered. "It's just, I thought—"

"Oh, I see. You thought this would be like high school English," she said snidely, pushing herself forward until she stood only a few inches from me, and I could feel the heat radiating off her entire body.

"I promise to try harder," I said, my voice cracking as I struggled to keep my hands to myself. The temptation to reach out and just fucking touch her was powerful, and before I could weigh the pros and cons of such an invasion of her privacy, my left hand had done just that.

_I'm groping her fucking tit. Holy shit. What do I do now? Do I pull away? Squeeze? Fuck! What am I doing?!_

I finally raised my eyes from my hand on her glorious breast and met her stare. She arched her right brow at me, and the smirk she shot me was not one that said, "Yes, please keep touching me," so I withdrew my hand and wiped my sweaty palm along the thigh of my jeans.

"I'm so sorry, Professor. I…I—"

She laughed. She fucking _laughed_ at me. Never had a woman laughed at me before…well not for something like this. In high school I had been the class clown, so it was expected, even _planned_ that way.

"I really am," I reiterated, hoping she wouldn't charge me with some kind of assault. "I don't know what I was thinking, I just—"

Suddenly her fingertips were on my lips, silencing me as she moved closer. Her eyes moved down my body in an almost hungry manner and it caused my dick to quiver in anticipation of…well, I wasn't quite sure what.

"Mmmm, you know Michael," she began in a voice that closely resembled a purr as she looked up at me over the top of those glasses again. "May I call you Michael?" I nodded slowly, pressing my books into my groin in an effort to tame the beast that was struggling to burst out. "I was thinking…about your grades?"

"Uh huh," I responded shakily. That was the first time she had spoken my first name, and I suddenly lost all conscious thought. I had always been "Mr. Newton." In fact, even in my fantasies, that's what she would scream as we had sex. _"Mr. Newton!"_ she would cry over and over again, her words punctuated by my thrusts…

But now... Now I could hear her crying out my given name. Possibly whispering—_no, scratch that_. Professor Swan wasn't a whisperer. No, she was a screamer; I was certain of it.

"And what you could do to _raise_ them." I swallowed thickly as her eyes drifted down between us, and I knew I was screwed…not literally—at least, I didn't think so. When she didn't meet my stare again, I took the opportunity to look up at the vaulted ceilings and whisper a quick prayer to God that I wouldn't blow my load in my pants.

Professor Swan's fingers then started to delicately trace the hand I was using to clutch my books before wrapping them around my wrist and prying my books from my crotch. "Mmm," she hummed sexily, her hand moving back between us, the back of her knuckles grazing the hardness that was painfully obvious.

I literally gulped and jumped at the contact.

"Am I making you uncomfortable?" she asked sweetly, tucking her long bangs behind her ear.

"N…not in a bad way," I admitted in a squeaky voice.

"That's good," she whispered as she moved her right hand up and down my left arm. The sensation alone was enough to push me over the edge.

My eyes closed and I dropped the books so I could clench my hands at my sides. "Ihaveagirlfriend!" I cried, my words amalgamating into one as I held onto any shred of self-control I had left.

"I know," Professor Swan responded. "I saw her. However, I also see the way you look at me every. Damn. Day. Isn't this what you want? What you fantasize about?"

I mumbled something that made no sense, but paired with an emphatic head-nod—and my massive hard-on—it was pretty obvious what I wanted. "What do you want?" I managed to ask in a whisper.

"So many possibilities," she told me, eyeing me like I was something to eat. Her right hand moved up and her finger began to lightly trace a line down my chest until it reached the buckle of my belt.

_Jessica_. Suddenly Jessica's face appeared in my mind and I took a few steps back. "No. Professor Swan, I'm sorry but I can't do this. It would be wrong."

"Morality is over-rated. Don't you ever just want to be _bad_?" she asked, moving her hand to the front of her blouse as she began to unbutton the rest of it. The lacy white bra she wore beneath was the thing wet dreams were made of.

I swallowed what little saliva was left in my mouth and watched her hands as they moved from the pale flesh on her chest to my belt. With no further refusal from me, she undid the buckle and then the button before our eyes locked once more.

"What the hell is going on in here?" a third voice echoed through the large room, and in an instant I knew I was fucked.

Though again, not literally.


	2. Chapter 2: Jessica Stanley

**Disclaimer: ****_Twilight_**** and its characters belong to Stephenie Meyer. Any similarities to the original characters or themes from the books or media franchise are used here for entertainment purposes only. All original elements to this story are mine. Please don't claim it for your own. Stealing ain't cool, m'kay?**

* * *

**Chapter 2. Jessica Stanley**

"What the hell is going on here?" I demanded in a voice that was entirely too shrill for my own liking. I couldn't care about that, though, because what I was seeing in front of me was entirely too...fucked right up.

Professor Swan had her dirty-teacher hands on Mike—_my_ Mike's belt and had just undone it. I couldn't hear what they were saying as I walked in, because they were talking in hushed voices. I didn't need to hear, though; the visual was _more _than enough.

"Miss Stanley. Do come in," she said, turning to face me with her boobs half out of her shirt. "Michael and I were just talking about you."

I crossed my arms across my chest and sneered at her. "Is that so?"

"He likes you very much," Professor Swan stated, running her hand up along Mike's arm. It confused me when I found the act kind of sexy instead of finding it repulsive. Her head snapped up and she was smiling even wider than before. "Actually, it's quite fortunate that you've shown up. I was going to talk to you tomorrow, Miss Stanley, but since you're here..."

I watched in confusion as she moved away from Mike—whose eyes showed pure terror for fear I might castrate him—and toward her desk. She rifled through a few papers for a moment before holding one out to me.

I snatched it from her rudely and looked at the red "C-minus" that offended the crisp paper with its mere presence. "What the hell is this?"

"Your last assignment, Miss Stanley."

"Well, duh," I snarked. "I meant the grade. This was clearly an A-worthy paper...B-plus bare minimum."

Professor Swan started giggling, her perfect, white breasts bouncing slightly. "Oh, I know you must have thought so. It may have gotten you a higher grade in high school, but this is University. You've really got to apply yourself a little more." She paused for a brief moment before her eyes seemed to sparkle with excitement.

"You know," she said softly, moving forward past Mike—again brushing her fingers along him—and made her way to me. "I'd be willing to allow you to earn a little extra credit."

"What?" Mike asked incredulously, his glassy-eyed stare finally clearing as his head snapped toward her.

Professor Swan turned her head and I could barely see the smirk that played across her lips. "Sure," she said with a nonchalant shrug. "I was willing to allow you to raise your grade. I'm sure Jessica here is an equal-opportunity kind of woman..." She offered me a warm smile before continuing. "Aren't you?"

"What do you...I don't think I understa—" I didn't even finish my own jumbled thought as the realization finally fell on top of me like a sack of bricks. "Is _that_ what I walked in on?"

"You can't be serious," Mike said. His words made it sound like he wanted to defend my honour, but the tone that laced his voice sounded less sure. He sounded like he wanted her to be completely serious.

"You seemed willing; I just figured I'd put the offer on the table for the both of you." She laughed lightly. "On the table...figuratively, of course...or not," she added with a casual shrug.

"That's entrapment," I argued, hoping beyond hope this was a joke...or better yet, a dream.

"Extortion, actually. And hey, if you're happy with the C, that's fine. But from your transcripts, I know you're capable of so much more." The smirk on her face as she awaited my answer seemed cocky and sure that I would be quick to accept.

There was a moment of silence in the room before I spoke. "What would I have to do?"

Mike stumbled back a few steps upon hearing my words, his eyes wide and mouth agape. There was a spark in his eyes that resembled that of a child's on Christmas morning when opening the best present in the world. "Jess… You can't be serious?"

My eyes left Professor Swan's as she smiled widely, her eyes alight with victory, and I looked behind her at Mike. "Why not? You were," I reminded him. "I can't take a C-minus on this." I returned my gaze back to Professor Swan. "So… What do I have to do?"

After a contemplative moment, she stepped back and off to the side, looking back and forth between Mike and me a few times. "Kiss."

I swallowed thickly, licking my lips and looking at Mike once more before I moved toward her. I had never been with a woman before, and I suddenly started to wonder if maybe this was a mistake. Professor Swan's laughter brought me out of my regretful musings.

"Not _me_, Miss Stanley. I want you to kiss Mr. Newton."

I breathed a quiet sigh of relief and re-routed toward Mike. Our eyes locked, and I stopped right in front of him. Offering me a small smile, Mike reached up and tucked my hair behind my ear before leaning down and kissing my nose. I moved my hands to his hips, his jeans still undone and slackened around them, and stood on the tips of my toes until our lips connected.

At first, the kiss was awkward and cold, but when Mike's hands moved down, and his arms encircled me, I moulded into his embrace and allowed myself to get lost in the moment. Our mouths opened slightly, and our tongues sought each other out. The passion between us quickly escalated until we were kissing and pawing at each other as if we were the only two in the room, and it wasn't until I felt small, yet strong, hands on my hips that I remembered we weren't.

Her touch excited me. My body reacted with a rush of warmth beneath my flesh, and I moaned into Mike's mouth as I tugged his hips to mine. The hardness that met my belly was evidence enough that he was turned on by what was happening, and I had to admit that I was, too.

"I want you to touch him," Professor Swan whispered into my ear, her lips barely brushing my lobe causing goosebumps to erupt all over my electrified body. "I want you to reach into his pants, wrap your hands around his cock and pleasure him for me."

Her instructions caused a tingle to emanate between my legs, and I tightened my thighs together to try and quell my need for release. With one hand still tightly gripping Mike's waist, I moved the other one along the waistband of his jeans and looped it into his boxers where I found him hard and ready. I ran the palm of my hand over the head of his dick, gathering up the fluid that had seeped out, and wrapped my hand tightly around him before stroking slowly down to the base. With a grunt, he shifted his hips forward roughly, seeking out more than my slow ministrations.

"I think he liked that," Professor Swan purred, and this time, her teeth nibbled on the hollow below my ear. "Again."

Mike kissed me with fervour, and I moved my hand up his length before palming the head once more and moving back down. He repeated his earlier "grunt and thrust," and I groaned in both arousal and frustration. The ache between my legs only continued to grow, and I was two seconds away from begging to be touched.

Almost as though she could read my mind, Professor Swan's hands reached around and rested on the front of my jeans. "May I?"

It was Mike's turn to groan in arousal as I broke free and gasped a breathless "yes." His lips found purchase on my throat as I panted and moaned. Professor Swan's lithe fingers undid the button of my jeans and she slid the zipper down until my jeans were loose enough for her to slide a hand inside. At first, she ran her fingers over the smooth satin of my red thong teasingly, but after some writhing against her touch and pathetic pleading, she went further.

Her fingers practically danced over my clit, heightening my pleasure and bringing me closer to the edge of pure bliss. My panting breaths became shorter and I laid my head back against her shoulder as she pressed her body flush against mine. My hand worked Mike's cock more furiously the closer I got to my own release, and he began pumping his hips in time with my movements.

Professor Swan suddenly stopped her movements, which caused me to do the same as confusion and frustration warred inside my head. Mike lifted his face from my neck, his eyes darkened by the moment. He looked just as confused as I did, his eyes wandering back and forth from me to Professor Swan as she remained pressed against me.

We didn't say anything for what seemed like forever. What could we say?

Thankfully, we didn't have to speak, because she did. "I want Miss Stanley to lie on my desk. Jeans off. But leave the panties on…for now."

I was unsure what she had in mind, causing nervous butterflies to flutter in my belly. But it must not have really mattered much, as I found myself nodding in agreement. A few different scenarios ran through my mind, each one more confusing—and more exciting—than the next.

I removed myself from between them, making my way to the desk. I my pants down my thighs and removed my sandals, sliding my feet from the denim. I wanted to remove my panties, damp with my arousal, not wanting to make a mess on Professor Swan's desk. But there was something in her tone that had made it clear that I should listen to her. Propping myself on her desk, I waited…and watched.

With a smile of approval, Professor Swan looked up at Mike as she moved toward him. I squirmed when I saw her place her hands on his chest, and bit back a moan when I watched them slide up over his shoulders and into the hair at the nape of his neck.

"I'm going to kiss him now, Miss Stanley." And with that, her lips were on his. His eyes remained open for a moment while hers were closed as she worked furiously to get him to succumb to her. I gasped, pressing my legs together, finding the scene before me to be a total turn-on. It was then that Mike closed his eyes and gave in to the kiss.

Unable to abide my frustration anymore, I delicately trailed a finger up my thigh, brushing the line of my panties lightly before slipping my hand inside. I found my clit and began rubbing small circles around it as I watched Mike's hands grip Professor Swan's waist, pulling her to him roughly. The sound of my moan as my orgasm teetered on the edge filled the room, and Professor Swan's head snapped in my direction.

She looked angry—but oddly aroused.

"Did I say you could pleasure yourself, Miss Stanley?" I shook my head, quickly removing my hand from my thong. She pushed herself free of Mike's hold and swaggered over to me. The look in her eyes told me I should be terrified, but the continual flow of fluid to my lady-bits was not allowing me to focus on that fear.

Once she was before me, she pressed herself between my thighs until her hips were pressed right against mine. I was so turned on that just _that_ caused my eyes to roll back in my head with a moan.

Seeing how much I enjoyed her contact, she moved against me again, causing a similar reaction. "Do you like touching yourself?" she asked, to which I nodded slowly. "Well, I don't like it when people do things I haven't given them permission to do. So, now I have to think of a way to punish you."

She looked over her shoulder at Mike contemplatively, who was still struggling to control himself it would seem, before smiling and turning back to me. "Scoot back."

I did as I was told, while she used her index finger to beckon Mike to her. She reached to her right hip and unzipped her skirt, letting it fall to the floor until she stood in nothing but her blouse and a white lace thong that matched her bra.

"For your punishment, Miss Stanley," she began, leaning forward and pressing her hands flat on the desk next to my ass. "I'm going to make you watch as Mr. Newton fucks me." I swallowed thickly wondering how I should take that information. It should have upset me… but instead, I found myself wondering how it would be punishment.

Mike looked at me, his eyebrows knit together with worry. Professor Swan looked back at him, her eyes narrowing before they landed on me once more. "Tell him it's okay. Assure him that you deserve this for being so greedy."

Swallowing thickly, I nodded at Mike. "It's okay, baby. I deserve this." Then, feeling a little brazen, I added, "I need to be punished."

Mike groaned loudly, and Professor Swan turned to him with a smile. She gripped the front of his shirt and pulled him to her. He was just lowering his lips to hers when she stopped him. "No," she told him sternly, lifting his shirt over his head and tossing it aside. "I want you to fuck me from behind so Miss Stanley can see the ecstasy she's robbed herself of." She reached beneath the fabric of her shirt and pulled out a small foil packet from her bra, which she handed to Mike.

After taking the condom from her, Mike's hands flew to Professor Swan's hips and he turned her around quickly until she was leaned over her desk with her hands death-gripping the sides. Mike pulled her panties from her and let them fall down her legs while letting his pants and boxers fall to the floor to pool around his ankles. When he pressed his bare cock against the professor's ass, she mewled like a kitten in heat and pushed her backside against his length until it slid against the crack of her ass. Her eyes locked with mine and her mouth dropped open as he slid lower and, I assumed, teased her entrance before I heard the foil tear.

I watched as Mike's hands kneaded the flesh of her hips before roughly moving up and gripping her shirt collar, yanking it down her arms without removing it completely. I bit back another moan and had to grip the desk with shaky hands to keep from pleasuring myself again. I thought that maybe if I was a good girl—

"Oh, fuuuuck," Professor Swan moaned as Mike pressed into her. "That's it."

Watching Mike have sex with another woman should have had me wanting to castrate him, but instead, I found myself struggling to hold back my cries of pleasure. With Mike moving faster behind her, Professor Swan's moans got louder, and were punctuated by the force of his thrusts. When I looked up at him, I noticed that his eyes were on me the whole time. They weren't on her bent over her desk between us; they weren't on the sight of his dick pounding in and out of her. No. They were locked on me as I continued to watch raptly.

Professor Swan's fingers touched my ankle lightly before trailing them up my leg, her fingers then tracing the edge of my panties. "You've…_ah_…," she moaned as Mike plunged further inside of her, "been a good girl." Her words were still being affected by Mike's movements, but I rejoiced at them. "Lift."

I raised my hips, pressing my knees together to get some kind of friction in order to release a little bit of my pent up frustration. Professor Swan yanked my thong to my knees before I was forced to part them so she could remove it completely. She dropped it to the floor and brought her fingers up, sliding them through the wetness that had accumulated between my thighs.

"Unnh," she grunted as Mike pounded into her again. "It seems you like watching your boyfriend fuck me." Her finger did a sweep over my clit and my hips bucked into her touch. After a few more passes, she lowered her fingers and traced the edge of my entrance, pressing harder each time she circled it. My legs began to tremble as she pushed two fingers inside of me. She arched her fingers, pressing deeper until she found...

"Holy fuck!" I gasped, my elbows giving out until I fell hard on my back on top of the desk. Professor Swan continued to wriggle her digits inside of me, pressing on my g-spot as I came completely unglued. Every muscle in my body contracted, and a fresh gush of fluid flowed out over her fingers as my orgasm claimed me.

"Shit, Jess," Mike grunted, and I could feel through my connection with Professor Swan that he was coming hard. His trusts were shorter as he buried himself deep within her. Professor Swan's eyes fell shut slightly and her mouth opened in a silent cry of pleasure as he reached to finger her clit. Removing her fingers from me, she replaced her hand in its previous spot and leaned forward to rest her glistening forehead on my thigh as she fought back the urge to cry out.

We were still for a moment before she pushed herself upright, forcing Mike to pull out of her and take a step back. With a smile, she pulled her panties back up and retrieved her skirt. Once it was fastened, she started to re-button her blouse. I climbed off the desk, my legs still shaking as I reached for my thong. Mike removed the condom, quickly tying it before discarding it in the trash can that was by Professor Swan's desk, before pulling up his boxers and jeans. With his jeans now secure around his waist, he then handed me my own jeans from the floor. I quickly put them on—sans panties—and we stood next to one another as Professor Swan made her way around her desk. She ran her fingers through her hair, straightening it out before gathering her briefcase from beneath it and heading for the door.

Before she opened it, she turned to us and smiled victoriously. "Expect your grades to be changed. This was a one-time thing, so keep your grades up. I won't extend this offer again."

And with that, she left the room, leaving Mike and me in total silence. I didn't know what to say to him now that that was over. Would he be mad that I had gone along with it? After the haze of lust cleared the room, would _I _be mad at _him_? I was suddenly terrified about the future of our relationship.

He must have been able to sense my distress, because he quickly pulled me into his naked arms and kissed me passionately. I felt the tension leave my body, and I wrapped my arms around his waist, able to feel the slight sheen of sweat on his torso, to hold him closer.

"I love you, Jess," he whispered between the kisses he trailed down my jaw to my neck.

I inhaled a breathless gasp because we hadn't yet declared ourselves that way. It was the first time—and after what we had just done, it seemed pretty important. In those four words, he was assuring me that our actions wouldn't hurt our future. Quite the opposite, it would seem. It had strengthened our bond in a way I never thought it would. What we had done with Professor Swan required a substantial amount of trust, and we had proven that unconditional trust to one another.

Yeah, we were going to be fine.


	3. Chapter 3: Eric Yorkie

**Disclaimer: ****_Twilight_**** and its characters belong to Stephenie Meyer. Any similarities to the original characters or themes from the books or media franchise are used here for entertainment purposes only. All original elements to this story are mine. Please don't claim it for your own. Stealing ain't cool, m'kay?**

* * *

**Chapter 3. Eric Yorkie**

"I don't know," I said as I walked with Angela and Ben down the hall toward our English Lit class. "I like Professor Swan. I think she's quite fair." Of course, it helped that she was beautiful and smart. Man, was she smart.

Angela and Ben continued to talk about the _Hamlet_ essay Professor Swan had assigned us Monday and started discussing getting together for a study session to flesh out the details.

"Eric, do you want in on this?" Ben asked, elbowing my arm as we turned into Professor Swan's lecture room.

"Um, yeah. Do you guys want to meet at the library at the end of the day?" I asked as we climbed the stairs to find our usual seats that remained unclaimed.

Angela hemmed and hawed for a minute as she set her books on her small desk. "I think that should be fine. Just let me talk to Jess and see if she and Mike want to join us. I know she said last week that she could use a little more study time."

I nodded as Angela spoke and opened my text to the page where we had last left off when Mike and Jessica walked into the room and climbed the stairs looking extremely happy.

"Hey guys!" Jess greeted exultantly. "How was your night?"

"Pretty good," Ben replied with a smirk. "And yours? You both seem awfully...chipper this morning." He shot me a look, and I hated to admit that it

took me entirely too long to fully grasp what his eyes seemed to be communicating.

"Great," Jess said wistfully as she looked back at Mike, who seemed attached to her hip as he nuzzled her neck.

"All right," a commanding female voice boomed through the lecture hall. "Everyone find their seats so we can begin. Newton, Stanley, stop blocking the aisle and get to your spots so we can begin." Professor Swan strolled confidently into the room, her dark grey skirt tightly clinging to her lower-half, and keeping her eyes on her desk as she spoke to Mike and Jessica.

"Y...yes Professor," Jessica stammered as she moved up one level to take her seat behind me, Mike hot on her tail.

A hush fell over the crowd as the professor stood before her desk, lightly perching herself on the front of it and crossing her arms across her red-bloused torso. She surveyed the room through narrowed eyes, and all that could be heard was the nervous shuffling of a few students in their seats.

As soon as she seemed pleased with the lack of, well, anything, she smiled and pushed herself off her desk before beginning her lecture. I took notes, knowing I would need them in order to complete the essay she intended for us to write, as she spoke. The way she took control over such a large group—standing before us so confidently, lecturing on the meaning behind Shakespeare's _Hamlet_—man! What a turn-on that was to me.

"Remember to include in your essays what you all learned today," she instructed, dismissing us as the class ended and rifling through her papers in preparation for her next class.

"So, what did you guys think?" I asked, turning to my friends.

Angela shrugged as she looked up at me shyly. "It was good. I think I gathered a lot of useful information that I'd love to further explore before starting my essay."

I turned to Jess and Mike. "Hey, we're thinking of getting together to work on our essays after our last classes. Did you guys want to join us?"

Mike and Jessica exchanged a glance before looking back at me and nodding. "Yeah, I think that would be—"

"Mr. Yorkie?"

I turned toward the sound of my name to see Professor Swan standing behind her desk as she looked down at her lesson plan. "Could you spare a moment?"

I looked back at my friends and watched Jess and Mike exchange a small smirk before waving. "We'll see you later. Library?" Jessica confirmed, her tone raising an octave, causing me to be suspicious of her, as Mike tugged her by the hand toward the door.

"Yeah, I'll catch up with you guys later," I promised before walking over to Professor Swan's desk.

With a smile, she held out a paper and I felt my pride swell as I looked at the red A-plus that graced the top of the page. "You should be proud of that paper, Mr. Yorkie. Your work was incredibly detailed, proving your time was well-spent."

"Thank you, Professor," I said modestly. "I'm glad you took notice."

"How could I not?" she asked incredulously. "Do you have class right now?"

"No, ma'am, I was planning to start researching this _Hamlet_ assignment before my friends and I get together tonight," I informed her, hoping she'd see just how hard I intended to work to keep my GPA as flawless as possible.

"I love hearing that," she said softly, her voice clearly proving the truth behind her words. "Listen, I'd love to talk to you about the possibility of organizing some kind of study group for this course overall. A number of students, and not only from this class, are having issues. And I hate being seen as a failure." She took a step forward and placed a hand on my forearm, causing my head to drop as I stared in shock at our connection. "You're one of my brightest students, Eric, and I'd love for you to lead this group to success. I believe you can do it."

I continued to gawk at her hand on my bare arm, unable to really focus on the fact that she wanted me to lead a study group. In high school, I hadn't had many girlfriends; I was far too busy focusing on my studies, so the feelings that were moving through my body were unexpected. I'd experienced lust and desire before; I was a pubescent boy at one time, after all. But the feelings I was having for my English Professor? They seemed wrong...which only excited me more.

Finally realizing she was waiting for an answer, I swallowed and nodded my affirmation. "I'd love to. When did you want to talk?"

The professor withdrew her hand, my bare arm immediately feeling chilly on the spot her warm flesh had touched mine. "I have classes for the rest of the day. Why don't you stop by before your study session and we'll start planning?"

"Sounds great!" I exclaimed. "Thank you so much for this wonderful opportunity, Professor. I won't let you down." Upon seeing her smile and nod, I exited the room and headed for the library so I could begin to prepare for my essay. I sat in the quiet sanctity of the library—my safe haven for many years—and began to gather my research. By the time I was to head to my next class, I had a pretty decent list of the books I would need in order to begin my paper.

The end of the day came pretty quickly, and I found myself anxious throughout my last few classes to get back to Professor Swan and begin putting together a study group. When I arrived at the classroom, I found Professor Swan sitting in her desk chair, legs and arms crossed as she stared up at the man who sat perched on the edge of her desk. They spoke in hushed tones as I stood by the door, so as not to interrupt.

Professor Swan noticed me and her facial expression warmed as she smiled and stood up. "Mr. Yorkie! Please, come in."

As I entered the room, the man stood and turned to face me. It was Dean Cullen, and he didn't look entirely happy with my interruption. "Mr. Yorkie. Miss Swan, here, tells me you're going to lead a study group for her English Lit class?"

"Yes sir," I concurred confidently, once again feeling nothing but pride that she had chosen me.

The Dean offered me a smile before holding out his hand to me. I returned the gesture to shake his hand firmly. "Go easy on him, Isabella," he instructed her, releasing his hold on me before heading through the door.

"Please, close the door and come on in," Professor Swan instructed as she waited for me to join her. "I am just so thrilled you agreed to help me out with this."

"I'm just honoured you'd even consider me, Professor," I told her honestly.

She indicated toward her desk chair for me to have a seat as she removed the clip from her hair, allowing it to fall free and wavy around her shoulders. "Please, make yourself comfortable so I can show you what I had in mind," she suggested softly.

After sitting down and pulling myself to the desk, I began to look over the very detailed outline she had set up for me. As I read it over, I was suddenly very aware of her presence behind me. My breathing shuddered when she reached forward and started explaining her plans. I nodded my agreement and turned to look at her, only to find her facing me, our lips mere inches apart.

Before I could react, she closed the gap between us, kissing me hard. While I knew what we were doing was wrong, I simply couldn't pull myself away from her. She could—and did—but only for the briefest moment so she could roughly roll the chair from the desk and hike her skirt up her milky thighs in order to straddle me. Her lips crashed against mine again, and my hands ensnared her hips as she began to push against my growing erection.

Her fingers worked their way down my body until they reached my waist. She looped them beneath the hemline and started lifting. Our lips were only parted for a second as she tossed it aside, and she continued to grind against me. I grunted into her mouth when the zipper started to press painfully into the head of my arousal. "Ugh, Professor, we can't," I mumbled into her mouth hoarsely.

Professor Swan pulled back, a sly smile on her face as she bit her swollen lower lip while raising her hands to her breasts and starting to undo her crimson blouse. With every button I saw more and more of her creamy flesh and black lace bra. "Oh, I don't know," she whispered in a raspy voice. "Everything seems to be in working order." She pushed against me again, and I hissed in part pain and part pleasure as the zipper continued to hurt me.

The professor dropped her eyes between us, her lips parting in realization. "Oh, dear. How careless of me," she purred, sliding off my lap until she knelt before me. Her hands were firm upon the tops of my thighs as she moved them up, her thumbs grazing my arousal which caused me to shudder and my eyes to roll back in my head.

"Is this okay?" she asked as her fingers looped into the waist of my pants, working my button and zipper free.

While numerous reasons as to why we shouldn't continue down the slippery slope we were on ran through my mind, I couldn't seem to voice them. I looked down at her as she rested between my knees, awaiting my reply. My head neither nodded nor shook; instead it kind of went around in a circle as I groaned and my eyes rolled back.

Professor Swan took my uncertain response as a sign to proceed. And I was glad she did. She looped her hand into my boxers and worked my stiff length free, working it to its base as I thrust instinctually into her hand. "Good?" she purred, her face getting closer and closer to my lap.

"Uh-yeah," I moaned as she stroked me once more. The feel of her soft hands wrapped around me, pleasuring me, was unbelievable. I wasn't the most experienced person sexually, and I feared that she would know. While I knew this to be wrong, it also felt so good, and the horny nineteen-year-old in me couldn't allow her to stop as she licked her lips and wrapped them around my...

"Ooooh," I moaned as her mouth sheathed me, working me up and down slowly, causing a build-up of pressure inside me that was bubbling at the surface, just waiting to explode. "Oh, God. So good..."

I could feel my release building as her head continued to bob up-and-down in my lap, every move upward causing her tongue to lick the length. She pulled off of me with a low "pop" that seemed to echo erotically through the empty lecture room, and when she looked up at me with her plump, pink lips smiling, my inner-sex fiend took control of my body. I stood quickly, pulling her with me as I pushed her against her desk and attacked her neck with my mouth. With her hands now fisting my hair, she hitched her right leg up around my waist and I ground against her, causing her to moan deliciously low in my ear.

Her left hand left the nape of my neck and I heard her rifling around on—or in—her desk for something. I felt her head shift to the left and I grew curious. Turning to see what she was doing, I was met with a very thankful look when she held up the square foil packet in front of me. After placing it gently between her teeth, she pushed my pants and boxers off the rest of the way before removing her black lace thong and discarding it to the floor.

She removed the condom packet from her teeth and tore it open before placing it at the tip and rolling it down my length at an excruciatingly slow pace. Not a word was spoken as she brought her leg back up around my waist until I rested right at the apex of her thighs, where I could feel the heat radiating from her.

"Professor...?"

"Fuck me, Mr. Yorkie. The only thing I want to hear right now, are the sounds of our screams echoing through the entire room. Fuck. Me," she demanded, shifting her hips forward as she braced herself on the edge of her desk.

As soon as I felt the warm, wet heat of her wrap around the tip of my shaft, I plunged into her, burying myself in her completely. She moaned loudly as we continued to push against each other manically. The look in her eyes seemed almost triumphant as we moved together beneath the fluorescent lighting of the room, and it only faded slightly as her mouth parted in what I assumed were the beginning waves of her climax. Wanting to reciprocate the way she was making me feel, I pushed harder, working toward my own release.

Professor Swan gripped me around my neck tightly and buried her face into my shoulder as I grunted and groaned through my orgasm. She didn't utter a sound, her body shuddering with her own. When she sat up, I noticed there was a light sheen of sweat upon her brow, and we remained in the same position for a few minutes, trying to come down from our post-orgasmic high.

"If you weren't already an A-student, I'd feel compelled to offer you one for that performance, alone," Professor Swan teased, her fingers travelling up to fidget with my black hair.

I was still clouded in a sex-with-my-English-professor haze, and could barely comprehend what was going on around me until she brought her left hand up and looked at the time on her watch and tsk'd. "That's a shame. I was having fun," she said with a mock-pout as I looked down and realized it was almost time for my study session.

After disjoining our bodies, I removed the condom and discarded it before pulling my pants back up. As I readjusted my clothing, I couldn't help but watch as she smoothed her skirt over her thighs. I was still having issues registering everything that had happened, but knew I should address it.

"Professor?"

She turned to me with a knowing smile. "Relax, Mr. Yorkie. No one needs to know what transpired here today."

I scratched the back of my head. "That's just it...what did happen here?"

With an arched eyebrow and a smirk she replied, "We took care of each other's needs. Nothing more. Nothing less. I still want you to lead the study group, by the way. You're right for the job. I'll organize one for tomorrow night."

I stood as still as a statue and nodded my head to let her know I was still willing. She started toward me, stopping when she reached my side and leaned forward to whisper in my ear. "Thanks for the good time. I'll see you in class tomorrow." All I heard after that was the soft click of her heels as she left the room, and I was left alone with my thoughts.

Or, more accurately one thought.

I just had sex with Professor Swan.


	4. Chapter 4: Angela Weber

**Disclaimer: ****_Twilight_**** and its characters belong to Stephenie Meyer. Any similarities to the original characters or themes from the books or media franchise are used here for entertainment purposes only. All original elements to this story are mine. Please don't claim it for your own. Stealing ain't cool, m'kay?**

* * *

**Chapter 4. Angela Weber**

"Oh, please!" Jessica cried in the quiet library. "Hamlet wasn't insane, Mike. The poor guy just lost his father…_then_, his mother hops in the sack with his uncle—gross—and he lost the love of his life before he could even express his true feelings for her."

"Shhh!" The elderly librarian hissed, her eyes narrow and full of annoyance.

"Yeah, I read the play, Jess," Mike countered, pushing his chair back onto its two back legs. "You don't think that drove him just a little crazy?"

Jess huffed in exasperation. "I guess I can understand how you might _think_ he was in need of a little time in the psych ward… but his revenge was fuelled by grief. Not insanity."

I laughed as Jessica continued to scold Mike about the most common _Hamlet_ debate. "_To be or not to be," indeed, _I thought,tapping my pencil on the pages of the book in front of me. I looked up at the clock and sighed. Eric was supposed to meet us fifteen minutes ago, and he was very rarely, if ever, late for anything.

"Hey! Earth to Angela," Ben said, waving his hand in front of my face. I smiled and looked over at him as he leaned back in his chair, mirroring Mike. I couldn't help but stare at him a little longer than I would anyone else, but made it a point to not get noticed doing so. I had been crushing on Ben since junior year in high school. I thought he may have at one point had a crush on me as well, but he never asked me out—and I sure as heck wasn't going to do it.

"Sorry. I was just wondering where Eric is. He's la—"

No sooner had the words started to leave my mouth, Eric came rushing in looking flushed. "Sorry...sorry," he said quickly, running his fingers through his black hair. "I got held up with Professor Swan."

There was a flash of movement to my right, and when I looked over I saw Mike looking at Jess with wide eyes. She started whispering sharply at him, poking his bicep to emphasize whatever it was that she was saying. When she caught me looking, Jess smiled sheepishly before fidgeting with a loose tendril of hair and burying her nose back in her book. She was acting very peculiar, and I couldn't figure out why.

I looked up at an incredibly flustered Eric as he dropped his books on the table and a few loose papers floated to the floor around his feet. "You all right?" I asked when he seemed to grow even more jittery.

"Oh, um..." he stammered as he picked up the papers around his feet. "Yeah. Professor Swan had asked me to meet with her after my last class."

"What for?" I asked, genuinely concerned for whatever had caused him to behave so strangely.

Eric flopped down in his chair and smiled. "She wants me to lead a study group. That's all." There was something in his voice that led me to believe he wasn't being entirely honest. We'd been friends since we were in middle school, so I could always tell when he was keeping things from me. The look in his eyes when they locked on mine told me he knew I was onto him.

I tried to read him like I was always able to do, but he suddenly dropped his gaze to the table, his cheeks reddening slightly as he tried to reorganize his loose papers. It took one look over at Jessica and Mike again as they whispered harshly to one another while nodding their heads toward Eric as if they knew something I didn't.

That's when it occurred to me that Mike had been called to Professor Swan's lecture room after the last class the night before. And Eric today.

I shook the beginnings of the absurd thoughts from my head and looked back down at the book in front of me. Though, try as I might, they haunted me,and I couldn't shake the feeling that something happened with both guys and Professor Swan.

"So, how are we going to attack this paper Professor Hardass wants us to write?" Ben inquired, letting his chair fall forward onto all four legs again before he looked over at me with a warm smile that made my knees weak—I suppose it was a good thing I was sitting down.

I didn't get the chance to analyze Eric's strange behaviour any further as we all delved into Shakespeare's work to prepare our papers. We sat around and discussed the assignment for a bit, each of us lending our thoughts to the project. Two hours later—when Mike started yawning—we each had pretty solid outlines for our papers and decided to call it a night.

"Call me when you make it home, okay?" Ben asked sweetly as I waited for him to climb into his car before I turned and headed for my own. See, it was stuff like that that made me wonder if he liked me. But, if he did, why hadn't he asked me out by now? _Ugh! Why are men so confusing?!_

As I walked through the parking lot, the sun setting just on the horizon and casting shades of pink and orange throughout the sky, I couldn't get my mind off the fact that Eric may have had some kind of encounter with Professor Swan...one that might not have been entirely consensual. It was the only way to explain his odd behaviour. Suddenly, I heard a hushed voice approaching and recognized the female behind it immediately.

"Where the hell are you?" Professor Swan hissed, pausing briefly. "What the hell do you mean you left? I told you I was staying late...in fact; you seemed more than accepting of it when we last spoke... Oh, you think this is funny? I'll show you funny when I see you, you smug son-of-a—" She stopped talking abruptly as she rounded the corner and came face-to-face with me.

"Miss Weber!" she exclaimed. Her fright soon dissipated as the person she was speaking to on her cell phone said something. "What? Are you...? No, I...wait..." Her mouth hung open in shock as she held the phone out in front of her. "He hung up on me. My truck broke down this morning and he was my ride home… And he just…hung up on me." She seemed incredulous that something like that was even possible.

Not knowing what to say, I whispered, "Oh?"

She flipped her phone closed and shook off her ire before forcing a smile on her face. "I'm sorry. You don't need to hear this. Have a good night, Miss Weber," she said before turning and starting to walk toward the sidewalk.

The words escaped my mouth before I realized it. "Do you need a ride?" It was after the offer was voiced that I found myself okay with it. Maybe I would be able to find out what happened with her and Eric.

She stopped dead in her tracks before turning back to me slowly. "That's so sweet of you to offer, but I can call a cab, really."

I shook my head. "Nonsense. Where do you live? I'll drive you. It's really not a problem." I offered her a genuine smile and she started toward me. We walked through the lot to my lone car mere yards away and climbed in.

Once she gave me her address, I drove through the city streets and tried to think of something to talk about. "So," I started lamely. "Eric tells me he's going to lead a study group for you."

Through my periphery, I saw her head snap toward me before she placed a hand on mine as it laid on the gear-shift. "I hope you don't feel put-out by my decision. It was between the two of you—"

"What? No," I said reassuringly, cutting her off in the process. "I think Eric's great. He's perfect for that sort of thing." The rest of the ride was quiet as I really didn't feel as though I had too much in common with her. Thankfully we weren't far from her house, so the awkward silence wouldn't last long.

Professor Swan unbuckled her seatbelt and turned to me as I pulled to a stop outside her house. "Thanks so much, Miss Weber. You have no idea what this means to me. Hopefully I can repay the favour. Soon."

"It was no problem, really. I only live two blocks away, actually," I said before she opened her door. "I'll, uh, see you in class on Friday."

"If not before." Her tone was both quiet and mysterious as she stepped out into the night.

I watched as she walked up the stairs to her three story condo, and waited for her to get inside. Once she was out of sight, I put my car into drive and was just stepping on the gas when I noticed her leather briefcase still on the floor of my passenger seat.

Knowing that were likely papers in there that needed the professor's critical eye and harsh comments—as Professor Swan was known for her own grading curve altogether—I shut my car off and leaned over to grab the satchel off the floor. I stepped out of the car, ran up to her door, and raised my hand to knock.

She didn't answer right away, though. I stood nervously, her briefcase handles clutched tightly in both hands, and continued to wait. Maybe she hadn't heard me. I lifted my hand again, and just as I was about to bring it down on the door, it swung open.

The woman who stood before me looked completely different than the one who stood before a classroom full of eager minds, pumping them full of knowledge. Her hair had been let down and was a long mess of mahogany waves that cascaded behind her shoulders, and she had exchanged her pencil skirt for a pair of grey shorts that showed off most of her lean legs and hugged every one of her curves. She had also exchanged her blouse for a loose sweater that hung off her left shoulder and showed off a sliver of her taught midriff.

"Miss Weber, please come in," she said happily, moving out of the way and opening the large glass-paned door further to allow me entrance.

I stepped through and held out her briefcase. "Thanks. I just came to drop this off, though. You forgot it in my car. I figured you probably needed it."

"Yes! I was just upstairs changing and I remembered leaving it. I do appreciate your bringing it up. Please come in. I was just about to make something to eat and have a glass of wine before grading some papers." She looked at me as she awaited my answer. "I feel terrible about giving Eric the responsibility of leading the study group while you're equally as capable. Maybe we could work something out. Shared responsibility, or something."

"That's really not necessary," I told her. While flattered that she felt the need to reassure me academically, I wanted her to know I really wasn't bothered.

"Please. Let's just discuss it."

Figuring there was no harm in hearing what she had to propose, I stepped into her foyer fully and allowed her to close the door. Professor Swan took her briefcase from me and led me through the hall. Her walls were adorned with beautiful canvas paintings, and there was a beautiful antique table at the end of the hall.

"This way," she announced, turning right when we reached the table, and headed into her living room. I chanced a look left before following her and saw the kitchen where two full wine glasses sat on the edge of the counter.

_Weird._

Upon entering the living room, I noticed there was a fire burning, casting shadows and light along her walls and warming the room entirely. Above the mantle was another piece of art, and even more antique furniture completed the room.

"Your home is beautiful," I breathed.

"Thanks. Please, have a seat." Professor Swan gestured to the sofa in the centre of the open room. "Would you like a glass of wine?"

I cocked my head at her, wondering if she was asking to test my morality, or if she didn't really know my age. "I'm only nineteen," I informed her.

She merely smiled, waving a hand dismissively. "It's only wine. Have you never had wine before?"

"No...I mean, yes, I have. I just wasn't sure if you maybe didn't realize..." I was starting to ramble, and I could feel my cheeks begin to flush. "I have to drive, so, a glass of water would be just fine. Really." I still wasn't sure if she was testing me or not. I figured I'd be best to play it safe.

"You're sure?" I nodded, not wanting to say anything else until I could properly function. "I'll be right back then."

Professor Swan left the room and I remained seated, fidgeting nervously as I looked around the room. There didn't seem to be any photos in the room, which led me to believe that this was merely a formal sitting room, and not a family room. That or Professor Swan was a bachelorette with no immediate family.

After a few minutes, I heard Professor Swan speaking quietly. I couldn't make out what she was saying, but I found myself growing curious. I stood and followed her voice. It seemed to be a one-sided conversation, so I assumed she was on the phone with someone.

"I don't know about that...," she whispered. "No, it's not that I _can't_—in fact, I'm fairly confident in my ability to do what you're asking... What? How can you even think that?" Her tone seemed to turn from offended to sultry. "You know I'd do anything for you... All you need to do is ask..." She giggled lightly, and it was then that I realized Professor Swan _did_ have someone in her life. My imagination got the best of me and I started visualizing what her beau might look like—or better yet, was it someone at Seattle U?

Her voice pulled me from my musings. "All right. I should get back to my company."

Soon she was back with two glasses—one wine goblet filled with a deep red wine, and the other a tall drinking glass with my water—and she handed me mine before sitting next to me, folding her legs up beneath her comfortably. I brought the glass to my lips and pulled some of the liquid into my mouth before I set the glass on one of the two coasters on the table...

_Weird. Two full glasses of wine. Now, two coasters…_

"So, Miss Weber, I do feel badly about this whole study group thing. I don't think Eric would mind sharing his responsibilities. Could you and he get together tomorrow and start planning?" She set her glass down and reached for her briefcase, leafing through it until she came back with a couple of papers. "This is what he and I have come up with so far."

I leaned forward until we were side-by-side, our thighs lightly brushing. The outline they had drawn up seemed solid, so I still wasn't sure why she thought they needed my help.

"I figure some of the girls might be more comfortable with a female leading the class, too. Sometimes a smart male can be quite intimidating. This way, everyone has someone to relate to," she spoke up, as though she could read my mind.

What she had to say made sense. I gave her a few ideas on study techniques that had helped me in the past as well as several I had heard about from friends. We implemented them into the outline before reclining again.

"You're really very smart," she told me, her eyes fixed on mine. There was something almost seductive in the way she stared, and it made me both nervous and excited. "You remind me a lot of myself when I was your age."

She twisted her body, bringing her legs back up onto the couch, and draped her arm along the back of the sofa. I took another sip of my water, and it took me a minute to realize that Professor Swan was playing with a tendril of my hair, and it was sending delicious—but confusing—shivers down my spine.

I started to think my earlier assumptions about her being involved with someone, and what I assumed to have happened with Eric, were wrong—that maybe she was interested in _women_.

"I should go," I said, even though my body wasn't entirely sure it wanted to.

"Oh? You don't have to, you know..." Her fingers continued to move through my hair and her eyes dropped to my lips briefly.

The air between us was charged, and my hands felt numb. Suddenly feeling nervous—and more and more confused by what was happening, I leaned forward and set my glass on the table before standing up. "No, really; I have to get home. I'll see you in class Friday."

Professor Swan followed me to the door and when I turned to face her, the spark in her eyes seemed to have diminishedslightly. Her usual confidence seemed to be replaced with something else entirely. It was almost as though she was disappointed.

But, about what?

"Goodnight, Miss Weber," she said softly before closing the door with me on the outside.

I stood there for a moment, completely lost in my confusion. Confusion for what seemed to be happening between us as we sat in her house. Confusion for what had made her personality do a complete one-eighty in mere seconds.

If there was one thing I hated more than anything, it was being confused.


	5. Chapter 5: Ben Cheney

**Disclaimer: ****_Twilight_**** and its characters belong to Stephenie Meyer. Any similarities to the original characters or themes from the books or media franchise are used here for entertainment purposes only. All original elements to this story are mine. Please don't claim it for your own. Stealing ain't cool, m'kay?**

* * *

**Chapter 5. Ben Cheney**

I'd never been so happy to see Friday roll around; it was the first weekend I didn't have to study my ass off for.

Well, I could stop studying as soon as this study group was out for the day.

Last night, Eric had called each of us and informed us that the study group he and Professor Swan had put together on Wednesday was going to be scheduled for Friday night. It seemed almost cruel to set up a study group on a Friday night, after having worked hard in class all week—though, I guess setting it up for a Saturday night could have been a little worse.

Eric sat at the head of the table with his head in a book while Angela sat next to him and me beside her. She was so gorgeous. I'd had a crush on her since high school, but she never seemed interested. She was so focused on her studies and just never went out with guys. So, I was forced to admire her from afar, hoping that maybe one day she'd be mine.

Tearing my gaze from Angela, I looked across the table at Jess and Mike, whose minds clearly weren't on the studying that they were supposed to be working on. Mike had his face pressed into Jessica's neck and I could hear him whispering something to her, and the blush that broke out across her cheeks and neck indicated that it wasn't _Hamlet_ related.

"How's everything going here?" Professor Swan asked, announcing her presence.

Mike and Jessica straightened up and grabbed their books, trying to make it look like they had been studying the whole time, and Eric jumped slightly as she appeared from behind him. His mouth twisted into an almost nervous smile as he avoided her stare. I chuckled silently and shook my head at how incredibly flustered he was around most women. Though, Professor Swan wasn't most women. There was something commanding in the way she carried herself. I could see how he'd be fidgety around her. Most days, she terrified me.

"I think things are going well, Professor," Eric said, a newfound confidence suddenly emerging, before he turned back to his book and ran his hand trough his hair.

Placing her hands flat on the table between him and Jessica, Professor Swan leaned over, giving me the perfect view of her glorious cleavage, and looked over at me. At first, I was confused and had to wonder if she was looking past me, but when she addressed me, I knew she wasn't.

"Do you have any questions while I'm here, Mr. Cheney?" The way she continued to stare at me was intense. Her brown eyes burned into mine, and she pulled her bottom lip between her teeth.

_I swear she's eyeing me like a piece of meat._

I shook my head in response to her question. Her penetrating stare caused me to become nervous, and I had to excuse myself. "I don't think so, Professor. I, um, think I need a different text, though. I'll be right back, guys."

I stood from the table quickly and went off in search of one of the books I knew I needed for researching my report. It didn't take long before I found the stacks my book would be in and started my search…only to come up empty. Of course, there was a very real possibility that my mind was clouded with the confusing vibes Professor Swan was giving off.

I placed my forehead against the cool wood veneer of the book shelf and closed my eyes as I tried to figure it out—or shake it, even. If I didn't, I wouldn't be able to focus on this paper and I would probably fail. It shouldn't have been hard to put it out of my mind; it was ludicrous to even think that someone as influential as _Professor Swan_ would be interested in the likes of me.

"Having trouble, Mr. Cheney?" A soft voice asked, breaking me free of my thoughts.

I turned around quickly and came face-to-face with Professor Swan. That same look was in her eyes as she advanced on me until my back was pressed against the tall stack and I had nowhere else to go.

"I can't find my book," I half-lied, my voice thick and hoarse with desire for her.

She smiled. "And here I thought you were just trying to get away from me." I laughed nervously, but when she didn't join in, I stopped immediately.

"You know," she started, placing a hand on the shelf by my head, blocking one of my potential escape routes. "I've been watching you."

I swallowed thickly as she looked up at me through her thick lashes before she removed her glasses with her free hand and placed them on the shelf on the other side of me.

I was cornered...and so fucking turned on.

"You look scared," she stated, the right side of her mouth turning up into a quirky grin that made her even hotter.

"I'm just...um...confused?" I took a shaky breath when she shifted and her breasts brushed my chest. I was becoming more aroused with every breath she took, and I tried to focus on anything other than the fact that there was only the fabric of her blouse and my t-shirt separating us.

"Well maybe I could help you out with that." One of her hands moved from its position on the shelf and trailed down my chest until it rested on the buckle of my belt.

Looking up at me again, she inquired, "Is this okay?"

Was it? On one hand, I knew this to be wrong—so very, very wrong—but, on the other...no, it was definitely wrong. Yet, it felt so good. Feeling certain that my brain and my mouth were no longer working together, my head bobbed and she proceeded to undo my belt and jeans before grazing the exposed skin above the waistband of my boxers. A shiver rippled beneath my flesh as her fingers dipped in briefly before moving up under my shirt.

"What if someone sees? This is a public place..." I said in a breathless whisper, my head dropping back as she continued to trail her fingers up and down my chest beneath my shirt. Everything about her was intoxicating, and there was a part of me that wanted to slap the logic from my head and just take her—she so clearly wanted it, too.

"Kind of adds to the excitement, don't you think?" she purred, moving her face to my neck and nipping the skin below my ear.

A low grunt escaped my throat, and my hips thrust forward when I felt the heat of her body flush against my own. "Mmmm," she moaned against my neck before pulling her face back. Through hooded lids, I saw her bite her bottom lip lightly as the outer corners twisted upward. "Voracious, aren't we?"

"I'm sorry," I blurted out, even though I was fairly certain I wasn't sorry at all. I was _nineteen_, and my English Lit prof had me pressed up against a university library stack while she seduced me… No, I was fairly certain I _wasn't _sorry.

Not. In. The. Least.

"No you're not," she laughed quietly so as not to call unwanted attention to us. "Touch me." Her tone as she commanded me to touch her was suddenly serious, any prior indication of her laughter completely gone.

"Wh—what?" I stammered, my eyes wide and disbelieving.

"I want you to touch me," she said, punctuating every word so I was sure to hear her that time.

"Wh—where?"

"Mmm... Well, that's the million dollar question, now isn't it?" Her eyes locked on mine as she contemplated my question. "How about here?" The index finger of her right hand touched the hollow below her ear before trailing down her neck.

Swallowing thickly, I nodded once and raised my hand to her neck. I touched her lightly at first, my fingers travelling slowly until they found the back of her neck and twisted into her hair. When she moaned and her eyes fluttered closed, I had to bite the inside of my cheek to divert my attention from my current state of arousal before I embarrassed myself by coming in my pants.

I _was_ nineteen, remember?

"And here..." Her eyes were still closed as she whispered her instructions, and her hands were now cupping her breasts above her shirt.

Using my free hand, I gripped one of her boobs and she arched her back into my hand with a low sigh. I had to wonder if touching a woman's boob was really that good, or if she was merely faking...

_Does it matter?! You're touching Professor Swan!_ I could just see the looks on the guys' faces if I were to tell them. They'd be so jealous…

Her soft voice pulled me from my thoughts. "Here," she panted, moving her hands down her ribs, over hips and thighs as she inched her long skirt up slowly. When she moved her hands to her bare inner thighs, I groaned. "Now. Touch me here, now."

As her hands continued to move back and forth between her legs, I released her breast and followed the path she had taken to get to where she was now. The minute my fingers touched the back of her hand as it worked her toward her release, she moved them both from between her legs and let me take over. My fingers were bathed in the warmth of her arousal, and I stroked her softly as I fought once more to keep myself in control of my own orgasm. If she was allowing me to touch her like this, I felt confident she wanted sex, too.

Her hips shifted into my touch as my fingers passed over the small bundle of nerves, forcing them to her entrance. I circled once, twice, three times before slowly sliding a finger into her. I watched her face as I pumped in and out slowly, basking in the feeling that I was able to make a woman feel that way. That the sounds coming from her were because of me...Benjamin Cheney. A newfound wave of confidence washed over me like a tidal wave, and I felt empowered in every way.

I felt incredible.

Professor Swan's fingers dipping back into my pants and boxers caused my silent thoughts to taper off and I hissed as she wrapped a small hand around my throbbing length. Her strokes matched the tempo I had set as I pleasured her, and I felt my climax fast approaching.

Suddenly she pulled her hand from my trousers, and for a brief minute I thought that what was happening was merely playing a game. However, when I looked down and saw her pull a small foil square from the cup of her bra, I understood—and thanked all that was Holy for what was about to transpire.

"Put it on."

I knew I should have probably taken a moment to weigh the pros and cons of the situation, but Professor Swan started unbuttoning her blouse, exposing more and more of her milky white skin. With a quick look around, I opened the packet and slid the latex over my now exposed arousal.

"Good boy," she praised, her voice similar to that of a soft purr. "Now, where were we?"

My urges took control, and I gripped her waist firmly before she roughly spun us both until I had her pinned against the bookcase. Her breathing picked up and her eyes lit up with excitement before I lowered my face to hers and kissed her. After a moment of chaste kissing, she tilted her head back and sighed as I continued to pepper her neck and grasp at her exposed midriff greedily.

With our bodies moving and writhing against each other, and our shallow breaths filling the slim aisle between the stacks, I gripped the professor's firm ass and lifted her. Complying with me, she raised her arms and held the shelf above her head for leverage as she centered herself over my erection.

With one swift move, I was surrounded by her heat and I found myself even closer to climax than I'd have liked. I didn't want this to end so suddenly—yet, I couldn't quite control the manic thrusting of my hips.

Professor Swan's eyes fluttered closed again as she extended her arms against the shelf behind her to hold herself up. I watched as she pulled her bottom lip between her teeth and her brow furrowed as she held back her cries, and that just pushed me over the edge. Luckily, it seemed like she was peaking, also.

I held her body close to mine, burying my face in her neck, and I tried to remain quiet as I came. We stayed in that position for a few moments until I felt her move slightly, her hands trailing through my hair softly. "You can put me down now," she whispered.

After taking a steady breath, I took a small step back and slowly let Professor Swan down onto her feet. As she straightened her skirt back over her thighs, I removed the condom I wore and yanked up my boxers and pants before I found a nearby trash can full of papers. I strategically hid the piece of latex amidst the garbage and returned to where Professor Swan was buttoning her blouse back up.

Now that the heat of the moment was over, I couldn't help but wonder how…or _why _this had all transpired. Had I given off some vibe? Would this happen again? Did I want this to happen again?

The professor looked up at me, her cheeks flushed and her hair slightly dishevelled. "You look perplexed," she said with a quiet laugh as she made the final adjustments to her top before smoothing out her hair.

"I…well, you see…I'm not sure—"

With a quick head shake, she sighed. "We had sex. That's all. Chances of it happening again are…well, it won't."

While I should have been okay with that news, I couldn't help but feel slighted. "Benjamin," she crooned when she took in my hurt expression. "You did nothing wrong. It was quite…nice. However, this isn't something I saw going any further than today. There are a lot of girls your age who would love to be with you. Angela, perhaps?"

My mouth opened and closed as I tried to speak, but couldn't find the words.

"I've seen how you look at her—how _she _looks at _you_. What confuses me is why the two of you aren't together." She made her way to move past me but stopped when she was by my side. "Don't be afraid to seize the moment, Mr. Cheney. Make. Her. Yours."

With those final words, Professor Swan left me alone in the stacks.

"Make her yours," I repeated softly, my confidence from before returning rapidly. Deciding to heed Professor Swan's advice, I exited the stacks in search of my friends. "Make her yours." As I repeated these words, I found myself feeling more and more self-assured.

I spotted the table I had left my friends at, and when I laid eyes on Angela, I no longer felt uncertain whether or not she wanted to be with me. Angela sat in her seat, completely unfocused on her studies. Instead, she kept looking at her watch before looking down at my empty seat next to her and around the library.

That's when our eyes locked.

Nervously, she averted her gaze to the open, unused book in front of her and pretended like she didn't just get caught looking for me. A wide smile spread across my lips and I took a deep breath and made my way over to her. Instead of pulling out my chair and sitting with my books spread before me, I turned the chair toward her.

She was biting on the inside of her cheek nervously and as I watched her closely, I could see that she was taking shallow breaths. "Ang?" I inquired.

"Yeah?" she responded, still not bringing her eyes from her books.

"Look at me."

Slowly, her head moved until she was doing as I asked. I could see through my periphery that Eric, Jess and Mike were now all paying attention to us. While this would have deterred "old me" from following through, "new me" pressed on. "I'm taking you out tomorrow night."

"Oh?"

"I'll pick you up at seven." I looked around at our friends as they gawked, and I smiled. "So, what have you all learned?"


	6. Epilogue: Professor Swan

**Disclaimer: ****_Twilight_**** and its characters belong to Stephenie Meyer. Any similarities to the original characters or themes from the books or media franchise are used here for entertainment purposes only. All original elements to this story are mine. Please don't claim it for your own. Stealing ain't cool, m'kay?**

* * *

**Epilogue. Professor Swan**

The porch light was on as I ascended the few steps to my front door, lighting my way so I didn't trip—as I was often prone to do. I slid my key into the lock and let myself in. The lamp at the end of the hall was on, again lighting my way to avoid a major catastrophe.

Setting my briefcase down by the front door, I slipped my jacket down my arms before hanging it up, and as I slid my pumps off and placed them on the wrought iron shoe rack in the closet, I remembered what had happened only an hour before.

A shiver passed through my body as I tried to shake the memories from my mind. I would have to relive it soon enough. Sure, technically I hadn't done anything _wrong_, but I couldn't help but see it that way. It felt like the ultimate betrayal to everything I thought I knew…everything I had built for myself. The only thing that kept me going toward the finish line was the prize that awaited me on the other side. One I hoped to be claiming tonight.

I headed to the kitchen and found a lone glass of wine on the counter, waiting for me. With a smile, I forgot about my awkward encounter this evening, leaning against the counter and sipping it slowly as I watched the clock. I had exactly thirty-three minutes before I had to be ready; that left me plenty of time for a quick shower to cleanse myself of this afternoon's encounter.

I allowed myself another six minutes to finish my wine before rinsing the glass and heading upstairs. As I walked down the hall toward the bedroom, I began to unbutton my blouse, wondering if I should get rid of it—along with all the other clothes I wore this week when I'd had my "fun." I tossed the blouse in the pile I had discarded the others in until I made my decision, my skirt and under garments quickly joining them, before grabbing my towel from the back of the closet door and heading to the over-sized ensuite bathroom.

Glancing at the clock once more to see how much time I had, I stepped into the shower and let the water wash over me. As the hot water streamed over my body, I felt a little better—cleaner, I suppose. While the memory of everything I had done this week would stay with me for…well, probably a while, I felt better knowing that my body was no longer covered with their invisible hand prints as they pawed at me. That the sweat from their bodies, the saliva from their tongues and any traces of their lips would no longer be on my flesh.

It would be as though this week never existed.

With my hair washed and my body scrubbed clean, I turned off the shower and opened the glass door, stepping out into the frigid, yet foggy bathroom. I dried myself off quickly before wrapping my towel around my hair and grabbing my lotion to moisturize my entire body. My skin smelled of cherry blossoms by the time I finished, and as I pulled the towel off my head I saw that I had twelve minutes left.

I turned on my blow dryer and did a quick-dry as I scrunched my hair into loose waves that would fall down my back. When I set the dryer down, I noticed I had two minutes left. Giving myself the once over to make sure I looked all right, I grabbed the black silk robe off the bathroom door and wrapped it around my naked body before exiting the bathroom and also the bedroom.

There was a bounce in my step as I made my way back to the main floor and into the kitchen, my body completely buzzing with excitement for tonight. I couldn't wait for what awaited me beyond _that_ door.

My hand rested on the black door knob for a brief second as I tried to control my thundering heart and steady my breathing. Once that moment of peace came over me, I turned the knob and made my way down the stairs. Candles lit my way to the end of the main hall, the butterflies flapping wildly within my belly and my desire growing exponentially between my legs, with every step I took.

My palms began to sweat as I passed by two other doors as I made my way to the one directly ahead of me—one on the left, the other on the right—but they were of no importance as the time on the clock above the main door ticked on.

Thirty seconds.

I took a breath as I opened the already-unlocked door and stepped into the near-darkness I knew awaited me. I knew this room like I knew _his_ soul, so I didn't need light to guide me to my destination. However, on a table in the centre of the room, there was a lone pillared candle, casting a faint glow on the walls of the huge room. There was no time for me to look around and bask in the elation I felt at being in _here_ again. Instead, I removed my robe, hung it next to the door and walked to my place where I kneeled upon the black pillow that had been placed there for me—that was always placed there for me.

I don't know how much time had elapsed as I kneeled in the darkness, and it didn't matter. Just being in here was incredible. The smell of leather—old and new—filled my head. The memory of the last time I was here, the complete rapture I felt being under _his_ total control consumed me.

I had to bite my bottom lip to keep myself from making a noise as I remembered his stormy eyes, his soft, yet firm lips upon every inch of my body. The way his strong hands controlled my entire body… The dull ache between my thighs intensified as I thought about all the things he had done to me; becoming wet as I remembered the way his tongue…

The door closed behind me with a _bang_, but I didn't jump in fright; my body jolted with excitement.

I held my position, my hands vibrating on my knees, as I kept my eyes on the dark wooden floor before me. Even though I could've probably told you from memory how many rings and lines were in the wood pattern, I focused on the cherry hardwood as the dim light from the candle danced across it. I had to count the wood grain to keep my excitement in check, because if I thought about what possibilities this room had to offer, I knew I would come before it was time.

Even over the smell of the leather in the room and my own body lotion, I could smell him as he stood behind me—unmoving. I yearned to turn around and look at him, but I knew that my disobedience would earn me chastisement, and I wasn't about to fuck it all up.

I heard him shift behind me as his bare feet padded across the hardwood floor toward me, and I shifted ever-so-slightly to quell the deep throbbing between my legs. The air around me became charged once he was within a few inches—it always did—and I fought back a whimper as his finger barely traced my shoulder, running it around as he moved in front of me.

"Mmmm," he moaned, his soft velvety voice causing a rush of fluid to trickle down my inner thighs.

Placing one of his incredibly talented fingers beneath my chin, he coaxed my gaze to his. I took in everything about him as my eyes moved up his body. His strong, muscular thighs masked by the black pants he wore caused me to grip the flesh of my own thighs tightly to keep from reaching out and touching him uninvited. The way his cock strained against the offending fabric, had me licking my lips in anticipation. Peeking out of the waist of his pants was a faint trail of hair that travelled up his chiselled abdomen toward his solid chest, and I found myself breathing heavily. When my eyes finally found his, I sighed with contentment as I got lost in a sea of stormy green.

Crossing his arms across his chest he looked down at me, a piece of his bronze hair falling forward onto his forehead and a crooked grin spreading across his lips. "Did my pet have a good week?"

I searched his eyes, pulling my bottom lip back between my teeth until he nodded once, giving me permission to speak. Swallowing thickly, I held his intense stare and replied, "Yes, Master."

**_TO BE CONTINUED…_**


End file.
